Macy's Inc filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
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Department/Specialty Retail Stores
Consumer Discretionary
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 16, 2025
(Exact name of Registrant as Specified in its Charter)
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||
(Address of Principal Executive Offices)
(212 ) 494-1621
(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
| Emerging growth company | |||||
| If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. | o | ||||
Item 5.07. Submission of Matters to a Vote of Security Holders
The annual meeting of shareholders of Macy’s, Inc. was held virtually on May 16, 2025. The following is a summary of the matters voted on at the meeting:
1.Shareholders approved the election of 13 directors to serve for a one-year term expiring at the 2026 annual meeting of Macy's, Inc. shareholders, as follows:
| FOR | AGAINST | ABSTAIN | BROKER NON-VOTE | ||||||||||||||||||||
| Emilie Arel | 181,801,469 | 5,132,081 | 651,620 | 28,820,542 | |||||||||||||||||||
| Torrence N. Boone | 181,524,936 | 5,431,450 | 628,784 | 28,820,542 | |||||||||||||||||||
| Marie Chandoha | 165,616,003 | 21,352,252 | 616,915 | 28,820,542 | |||||||||||||||||||
| Robert B. Chavez | 181,819,260 | 5,119,214 | 646,696 | 28,820,542 | |||||||||||||||||||
| Naveen K. Chopra | 181,613,147 | 5,063,211 | 908,812 | 28,820,542 | |||||||||||||||||||
| Richard Clark | 182,242,148 | 4,843,369 | 499,653 | 28,820,542 | |||||||||||||||||||
| Deirdre P. Connelly | 172,482,069 | 14,490,946 | 612,155 | 28,820,542 | |||||||||||||||||||
| Jill Granoff | 181,924,998 | 5,050,835 | 609,337 | 28,820,542 | |||||||||||||||||||
| Richard L. Markee | 181,480,535 | 5,564,456 | 540,179 | 28,820,542 | |||||||||||||||||||
| Douglas W. Sesler | 166,230,863 | 20,547,917 | 806,390 | 28,820,542 | |||||||||||||||||||
| Tony Spring | 174,594,308 | 12,605,083 | 385,779 | 28,820,542 | |||||||||||||||||||
| Paul C. Varga | 173,079,288 | 13,986,924 | 518,958 | 28,820,542 | |||||||||||||||||||
| Tracey Zhen | 181,916,012 | 5,033,950 | 635,208 | 28,820,542 | |||||||||||||||||||
2.Shareholders ratified the appointment of KPMG LLP as Macy's, Inc.’s independent registered public accounting firm for the fiscal year ending January 31, 2026, as follows:
| FOR | AGAINST | ABSTAIN | ||||||||||||
| 204,965,234 | 10,704,727 | 735,751 | ||||||||||||
3.Shareholders approved the advisory vote to approve named executive officer compensation, as follows:
| FOR | AGAINST | ABSTAIN | BROKER NON-VOTE | |||||||||||||||||
| 165,972,672 | 20,847,611 | 764,887 | 28,820,542 | |||||||||||||||||
MACY'S, INC.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| MACY'S, INC. | ||||||||
| Dated: May 20, 2025 | By: | /s/ Tracy M. Preston | ||||||
| Name: | Tracy M. Preston | |||||||
| Title: | Executive Vice President, Chief Legal Officer and Corporate Secretary | |||||||